You'll be alright
by Dellinah
Summary: Kendall never told anyone that he went through terrible panic attacks, and he certainly didn't want James to find out about it by finding him panting on the floor like that. But the only thing more unexpected than Kendall's attack was the way things were going to turn out between them after that. (Kames - James/Kendall one shot. Smut.)


**So, ever since I wrote my first smut story (Which is a Kames one-shot called Just tell me why) I've been wanting to give it another try since I was never fully satisfied with that one. I hope this is better, but I know I'm not the best writter, especially when it comes to smut.**

 **I'm sorry for this.**

 **Well, I hope you like it!**

* * *

It wasn't very common for Kendall to have the apartment all to himself like that. Considering how he shared it with his mother, his little sister and the three other members of the Big Time Rush – and eventually had to share it with Kelly or Gustavo if they had too much work to do and just slept there - , Kendall was always surrounded by people. Heaven knows how hard it was to have some privacy in that house; sometimes Kendall even had to take a shower with other people in the bathroom (thankfully they had a shower curtain) and there were times when he had to go to the hallway outside to study in peace. Studying on the floor wasn't very comfortable, but at least there he had peace.

Not that Kendall didn't love his family and friends. He adored them to the core, and he loved to have them around. But sometimes it just felt like it was too many people. Kendall didn't like to feel lonely, but he liked to be alone to think from time to time. However, with that many people living together, that really didn't happen as often as he would like, making his mind a crowded mess of thoughts that he couldn't sort out.

Now Kendall was just sitting on the couch, feeling really relieved that he was going to be alone with his thoughts for a whole weekend. James had gone to the airport that morning to go visit his mother as he promised her he would do, Gustavo and Kelly were taking a break from work, Kendall's mother was driving with Katie to their grandmother's house, and Carlos had invited Logan to go to a hockey game in some other town. He had invited Kendall too, but upon realizing the house would be empty after they were gone, Kendall declined the offer.

It was raining outside when Kendall started to think about what he could do. Perhaps he could just lay there and think without being interrupted, or he could watch some TV and not have to fight for the remote, or maybe he could take a nap without being bothered by anyone for a while. Usually, whenever he was tired and needed some rest, he would wake up earlier than he meant to because of all the noise the boys made; or because Gustavo and Kelly needed the band for something.

When it came to him that he could just close his eyes and doze off for as long as he pleased, Kendall's decision got a lot easier. He lay on the couch and draped his legs over the armrest, proceeding to reach for a pillow that was on the floor. He sat up again quickly to take his jacket off and then lay down again, using his jacket to cover himself since the rain outside made the weather a little cold and he was too lazy to get up and get an actual blanket. As soon as his head was against the pillow, Kendall was as comfortable as one can be and closed his eyes, waiting to enjoy the pleasures of a nap.

Just before Kendall could fall asleep, it started. His chest started to feel tight.

He was used to that feeling, and made his best to just ignore it and tried to sleep regardless. That tightness in his chest didn't bring him any pain, it just bothered him. Usually, whenever it happened, Kendall would just try to think about something happy or distract himself, and it would be gone in a matter of minutes or even seconds. But it continued, no matter how hard he tried.

Kendall squinted and told his body to just stop and fall asleep at once, but it didn't obey. He scoffed and rolled to his side, cramming his head down his pillow.

 _You're alright. Everything is fine. Calm down. You're ok. Nothing is wrong;_ his rational part assured him.

It wasn't working. The tightness just got worse, and now it felt like Kendall was wearing a shirt that was way too small for him, despite his loose clothes. Shortly after, his heart started to beat hard. It wasn't fast, it was just hard. So hard that it almost felt like his heart was trying to break his ribs to escape his chest. Kendall's eyes shot open. He started to feel like a time bomb about to explode in a million pieces.

In the blink of an eye, Kendall tossed his pillow aside and kicked his jacket away from him, sitting up on the couch so fast that his vision was blurry for a moment. He shook his head and concentrated again. He just needed to make the tightness stop.

Breathing exercises never really did the trick for him, but since that tightness wasn't going away, he decided to give them a try. Kendall had learnt about them after a research he did after he had had his fifth anxiety attack, and during his sixth one he found that they didn't really work. But considering how the tightness was increasing inside of him, he didn't have that much of a choice.

He took a deep breath. _Inhale for five heartbeats. Hold for four. Release for six._

Kendall did that repeatedly for almost five minutes, but it felt like he had been doing it for a lifetime. The tightness continued to claw at his chest and his limbs suddenly started to feel heavier than they really were, and that was never a good sign. Kendall felt his rational part getting smaller in his brain; his irrational part was slowly taking control of him.

It was when he realized it: that wasn't just one of his regular anxiety attacks. It was becoming a panic attack.

His rational part freaked out. He knew all about anxiety attacks, they had become part of his routine. He had had them for years. All he had to do was distract himself and they would be gone. Sometimes they got too strong and he would feel pain, but it wasn't that common, and they never lasted that long.

Panic attacks, however, were very different.

Kendall couldn't remember the last time he had had a panic attack. It had been when he was just a ten year old kid, and it had happened because his mother told him his father had died in a car accident. He avoided thinking of that day and he couldn't remember what he had felt very clearly, but he did know it had hurt. And he knew he had cried during it. He had felt like he was going to die and got desperate, crying for help, but he was home alone that day.

And now, it was happening again.

 _No, it's not; it's just a stupid anxiety attack. You'll be just fine._

Kendall stood up from the couch and paced around the room, trying to keep his rational part working. He tried to distract himself again and looked at the window, counting how many raindrops hit against it within a minute. Then he opened a magazine and pretended to be reading it. After that, he walked to the kitchen and tried to find something to eat. He would do anything to distract himself and make the tightness go away.

"You are fine!" He yelled as he slammed the fridge door closed and walked back to the living room. "You're ok. You're _not_ going to die! Come on, you're at home, there's nothing here that could ever harm you. You'll be ok. You are ok. You... Are ok." He told himself, this time out loud. He even forced a chuckle, hoping that would lead his brain to understand he was fine.

Kendall's eyes got watery when his breath shortened and quickened. He knew that was a normal response to panic. He could feel his rational part getting smaller; his irrational part was now taking control. There was still a little voice inside his brain telling him that he was alright, but he couldn't pay attention to it when there was a much louder voice telling him that he was in danger and was going to die.

The apartment walls seemed to be closing in toward Kendall. He felt trapped. Absently-minded, he walked backward until his back hit a wall and then he slid to the ground. The tears were already running down his face; both because of how stupid he felt having those attacks when there was no real danger and because of the fear the imaginary danger caused him.

Kendall's heartbeat was speeding up and getting harder. He could hear it, and every single heartbeat felt like a bomb that was on countdown to an explosion. The fear made him lay down on the floor as he tried to control himself.

"No, God, Kendall, you're being just so ridiculous." He told himself as he tried to get his act together. Inside his head, he tried to rescue his rational part that was being defeated by the irrational. He sat up again and closed his eyes. When distraction failed, talking to himself would usually help.

It wasn't working.

"God damn it."

His thoughts started to get mean to him. Suddenly, all Kendall could think about was disasters. Death. Pain. Everything around him became a threat. His heartbeat and the tightness were getting stronger and stronger. Kendall started to cry when he realized he was losing control and no longer tried to control it, it was useless. Desperation took control of him faster than he ever expected as he collapsed onto the floor once more. The tears left his eyes and rolled down his face, wetting the floor, and Kendall started to shake and hyperventilate.

The pain started. His chest hurt. His head hurt.

His rational part was almost gone, but in the back of his mind Kendall cursed for feeling so afraid because of nothing. He was supposed to be relaxing and having fun, alone in the apartment. But no, there he was: on the floor, freaking out over non-existent threats. He hated himself for having those attacks. He hated the attacks. He hated everything about them.

Kendall was so caught up in his attack and attempts to breathe that he didn't hear it when someone opened the door.

"Kendall!" Kendall heard someone exclaiming his name and then heard the sound of something being dropped to the floor, causing a thud that echoed through his head. Kendall tried to think of something to respond, only to have his brain blocking his words. He couldn't even manage to turn his head to the direction of the door to see who it was that had called him.

The person ran to him and kneeled down on the floor by Kendall's side. It was when Kendall was finally able to see that it was James. James looked down at Kendall with a confused look; his hands fluttered around Kendall's body but never touched him, as if James was unsure of what he should do. James shook his head and then swallowed hard.

"Kendall, what happened? What did you do? Are you hurt?" James finally put his hand on Kendall's shoulder, not really knowing what to do.

"Don't touch me!" Kendall said among his shattered breath as he jerked away from James, managing to sit up in the process. It required him an absurd amount of effort to stay like that and not collapse again.

James' eyes widened, yet he kept in place and slowly tried to approach Kendall again. Kendall looked to the floor and breathed with difficulty, the pain in his chest and the terrible thoughts in his mind never seemed to cease. His desperation made James worried, but James made his best to remain calm. The two of them freaking out would only make things worse.

Kendall looked up from the floor into James' eyes right in front of him. It didn't make the pain any smaller, but having someone with him and something he could look at to distract his mind from fear made him feel better enough to speak. "P-Panic attack." Kendall sputtered. "Can't breathe. Can't… think…"

It was all Kendall managed to say before he started to cry again. James didn't know what to do; he just stood there on the floor and watched Kendall. Seeing his friend in such pain made his heart sink inside his chest and he bit his lip. Kendall tried to look at James again, but his mind was taken by terrible thoughts and fears once more and kept him from allowing himself to be relaxed, and he let out a groan as his breath shortened even more. He attempted to rise, but he couldn't get up off his knees and fell back down.

"Kendall, please, what can I do? Kendall!" James cried out, desperate. He approached Kendall a bit more and then put his hands on Kendall's shoulder again.

"Get away from me!" Kendall yelled and pushed James away with such impetus that James lost his balance and fell to his side on the floor, hurting his elbow. However, he sat up again shortly after, ignoring the pain.

Deep inside, Kendall felt horrible for hurting his friend. He felt horrible for letting James see him like that – after all, Kendall had spent years trying to keep his attacks a secret, and now it all had been in vain. The anger and agony made Kendall cry even more as put his hands on his head, trying to calm down, but nothing seemed to work.

"Kendall." James called again, yet this time he didn't seem to be desperate. Kendall had his eyes closed, but opened them when he felt James' hands holding his wrists. James pulled Kendall's hands away from Kendall's face. "Kendall, look at me." James demanded when Kendall kept staring at the floor.

"No!" Kendall cried out, shaking his arms to get rid of James, but James was stronger than him and kept Kendall in place. After a few seconds, Kendall gave up and lifted his head, for the second time focusing on James' eyes. His vision was distorted by dizziness, and it didn't take long before panic took over him again and he tried, once more, to get rid of James.

"Kendall!" James yelled, his voice suggested that he was angry or mad.

Startled at the voice tone James had just used, Kendall stilled in fear and panted; his arms still being held by James. He swallowed the tears and then lifted his head, locking eyes with James. Kendall's heart was still beating fast and his mind was driving him crazy, and he was about to try to escape James' hold again.

However, before he could, James leaned forward and closed the gap there was between them with a kiss, pressing their lips together. Kendall's heart sped up, yet his heartbeat was not as loud as before. His mind was still occupied by the usual thoughts he had during his attacks, but now he had something else to concentrate on and that helped him to calm down a little. Still, he was freaked out.

Was James kissing him?

James pulled away, and for the few seconds their lips were connected Kendall didn't close his eyes. As soon as they were separated again James took a deep breath as if it was the most normal situation ever, while Kendall panted and shook his head.

"Kendall, you're ok. I'm here for you, alright? Try to _calm down_. There's nothing here to harm you." James said, apparently unshaken by what they had just done. His grip on Kendall's arms loosened until he was no longer holding him; and Kendall could feel his heart slowing down.

He always told himself he was alright when he went through attacks, but hearing someone saying it to him made Kendall feel better than he expected to. The threats and thoughts of dying seemed to be decreasing, but they were still there.

Kendall was tired. All he wanted was for that stupid attack to come to an end. He wanted to be a normal person. He wanted to feel safe again.

Taking a deep breath, he leaned forward and buried his face in James' shoulder, letting his body fall onto James' body; and started to cry as he wrapped his arms around James' waist. He had never been seen by anyone as he had an attack, let alone hugged someone in that situation. But he found that it did feel quite good to have someone around him.

James smiled and kissed the top of Kendall's head, wrapping his arms around him as he stroked Kendall's blond hair and rocked their bodies together in a comforting motion. "Kendall, everything is going to be alright. You're not going to die or anything. You're safe, and I'm here."

Kendall's breath wasn't so short anymore. The pain in his chest seemed to be slipping away from him. His rational part was slowly returning to his brain, kicking the irrational part and its thoughts of death away. It still wasn't over, but it was starting to end. Kendall tried to distract himself and concentrated on James' smell that invaded his nostrils as he breathed, and then tightened his grip on James.

His panic attack wasn't over. But that was certainly helping.

* * *

Kendall opened his eyes and was greeted by darkness. He had a headache, but it didn't hurt enough to bother him. He put his hand to his head and rubbed it as he took a deep breath and checked for any signs that his attack was still going on.

His heartbeat was normal, there was no pain in his body, his breath was alright and his mind was functioning perfectly. He smiled when he noticed it was over and closed his eyes to get some more rest. It was when he remembered what had happened during his attack.

James.

The first thing Kendall thought was why James was back. He was supposed to be in Minnesota visiting his mother, not there. Kendall was sure he had left that morning to go to the airport and wasn't supposed to come back for two days.

Then, Kendall mentally cursed for letting James see him having an attack. Ever since Kendall had started to have them, he made sure to excuse himself or to keep himself under control the whole time. He felt terrible knowing that he was freaking out over nothing. More than that, he felt stupid. During those attacks, he felt like he was just a baby crying for attention, even if he couldn't control them. Out of nowhere, he felt like he was going to die and that panic took over him.

Kendall sighed and clutched the pillow.

And last but not least, James had kissed him.

Kendall rolled his eyes and bit his lower lip as his mind traveled back to that moment. James had just leaned forward and pressed their lips together for a few seconds; that was barely a kiss, right? But still, why had James done that? There was no reason at all for him to…

Kendall snapped out of his thoughts when he heard a beep. He sat up in bed and only then noticed he was in James' room. That explained why the smell coming from the pillow under his head was familiar, it was the same smell he felt when he hugged James.

The beep had come from James' laptop, which was open and working on his desk; yet James was nowhere to be found. It beeped again and Kendall got out of bed to plug its charger in it before it could turn off for having low battery. As soon as the laptop was charging, Kendall's attention went to its screen.

He sighed and rolled his eyes when he saw the open tabs. There were five of them, and they all were researches about panic and anxiety attacks. There was a notebook by the side of the laptop, and Kendall's eyes moved from side to side as he read what was written there. He smiled and sighed again when he saw that it was James' handwriting, and he had taken note of everything that he found was important on the matter.

Kendall took the notebook in his hands to read it more carefully.

 _Definition: A panic attack is a sudden surge of overwhelming anxiety and fear. Your heart pounds and you can't breathe. You may even feel like you're dying or going crazy. In many cases, panic attacks strike out of the blue, without any warning. Often, there is no clear reason for the attack. They may even occur when you're relaxed or asleep.  
A panic attack may be a one-time occurrence, but many people experience repeat episodes. Recurrent panic attacks are often triggered by a specific situation, such as crossing a bridge or speaking in public—especially if that situation has caused a panic attack before. Usually, the panic-inducing situation is one in which you feel endangered and unable to escape._

"You don't say." Kendall said sarcastically to the notebook as he kept looking to the notes James had made. They were mostly describing things Kendall already knew very well, although he realized that to James any kind of information on the matter would be new. It was when Kendall turned the page and read what else James had written that he felt his heart beat a little faster – and not because of an attack.

 _What to do if Kendall has another attack:_

 _1\. Remain calm.  
2\. Try to move him to a quiet place.  
3\. Ask him about what he needs if he's able to speak, but never assume anything.  
4\. Use short, simple sentences.  
5\. Help him focus by asking him to repeat a simple, physically tiring task such as raising his arms over his head._  
 _6\. Help slow his breathing by counting slowly to 10._

Before Kendall could read the whole list that had a total of ten items, the door behind him was open and James entered the room, causing Kendall to quickly put the notebook back where he'd found it. Then he sat back down on the bed. He saw that James had dark circles under his eyes and held a cup of what Kendall assumed to be coffee because of the smell that filled the room when James walked in. He yawned and closed the door behind him, and only then he noticed that Kendall wasn't sleeping anymore.

They both looked at each other awkwardly for a few seconds, but then James smiled and approached Kendall, sitting on the chair in front of the desk but swiveling it around to face Kendall. "Hey, you woke up. You slept for quite a while." He took a sip of the cup he had. "Do you want coffee?" James asked, handing the cup to Kendall. He thought of refusing it at first, but then accepted it and took the cup from James.

James smiled and turned around to use his laptop again; turning his back on Kendall as he continued his research and ignored the obvious tension there was in the room.

"What time is it?" Kendall asked.

"Uh, almost three in the morning. You slept for quite a lot."

"How did I get here anyway?"

"You fell asleep while you were hugging me. Well, almost, you were just really sleepy and could barely keep your eyes open. So I brought you here since my room was closer than yours and you just slouched down on my bed."

"Haven't you slept yet?"

James yawned again, which let Kendall know he hadn't. "I've been doing some research ever since you fell asleep."

"About my panic attacks." Kendall said.

James, not aware that Kendall knew what he was doing, was taken aback by that. His eyes widened and he looked to the side, yet he didn't look at Kendall. He sighed and then looked back to his computer. "I... I just want to know more about those, ok? And I want to know what to do next time you have one. I mean, I wasn't sure of what to do when you told me what was happening; I didn't know if I should talk, or if I should just stay there, or if I should..."

"And so you decided to kiss me?" Kendall raised an eyebrow.

Once again James was taken aback, yet this time the surprise hit him harder. Kendall watched it as James dropped the pen he was using to write and shook his head. He could tell that James was trying to avoid the subject when he didn't answer and just proceeded to look for his pen on the floor. James saw it and stood up to grab it, but Kendall stood up as well and got it before James could.

"James." Kendall said as he gave him the pen, feeling his cheeks getting warm. "Why did you do that? At the time I couldn't think about it, but now it just... It doesn't make any sense. I mean I was freaking because of an attack and you just decide to kiss me like that? It was..."

"Kendall." James interrupted, giving a step back. "You were freaking out. I didn't know what to do. I may not know much about panic attacks but I do know that when it happens a person freaks out because they think they are going to die. All I wanted to do was make you concentrate on something else so that your thoughts would go away. Well, it worked, didn't it?" James folded his arms. He sounded angrier than Kendall thought he would.

Kendall's jaw dropped as he sat back down on the bed and looked to the side, sighing. "Yeah, it did."

James nodded and sat back down on the chair, as if saying 'you're welcome'.

Kendall lay on the bed again and watched as James used his laptop. Then his eyes wandered around the room and fell upon the picture frames James had on his nightstand. One of the pictures depicted a young James with a young Kendall as they had ice cream. Kendall had ice cream on his nose and he remembered James laughed at that.

They had been friends ever since before Kendall had his first attack.

"I've had them since I was ten." Kendall said. He hated to talk or even to think about his attacks, but something just pushed him into it on that moment.

James turned the chair around again to face Kendall. He didn't seem to be angry anymore. "What?"

"My attacks." Kendall sighed and sat up. "I have minor anxiety attacks every month or so. Sometimes twice a month. I have them ever since I was ten. Now, for panic attacks like the one I had today... That was the second one I've have my entire life. And unlike the first one, it didn't have a reason to happen. It just did. I was relaxed and fine and suddenly, it hit me."

"Yeah, they said it can happen at any time." James said, looking to his notebook.

"And I feel really stupid." Kendall said, gripping the blanket he was sitting on. "I hate to have them, I feel so weak. I don't want to have them. I've always found a way to hide when I feel them coming, but now... You saw it, and everything I did so far was useless! I didn't want you to see me like that, I hate it, and I hate it so much..." Kendall's voice got raspy as tears left his eyes again.

"Kendall, Kendall!" James said. He hastened to stand up and then he walked up to Kendall and kneeled down in front of him as Kendall was sitting on the corner of the bed. James took Kendall's hand in his and looked up at his eyes, using his free hand to reach out for Kendall's face and dry his tears. "Kendall, you're not stupid for having those. It's not your fault. You can ask for help if you want, and you don't have to go through that alone." James gave Kendall's hand a gentle squeeze. "I'm here if you need me."

James' other hand was still on Kendall's face, even if he had already dried all of his tears.

And Kendall didn't know why but he let his body take over from there. His brain was left far behind as he leaned down and kissed James again. James' eyes widened in surprise and his breath was caught in his throat. After a few seconds, he closed his eyes and melted into it. He released Kendall's hand and moved both of his hands to cup Kendall's face and pull him closer; while Kendall moved his hands to James' shoulders.

When they separated, they both had their faces red and breathed heavily as they stared into each other's eyes. Kendall broke eye contact and looked away from James, feeling his stomach go all the way up to his throat. He licked his lips and gulped.

"Sorry."

"Kendall." James said as he put his hands on either side of Kendall's body and bit his lip before looking up at Kendall again. "I didn't kiss you when you were having your attack solely to calm you down." James felt his face getting warm, yet his eyes never left Kendall's. "I feel like the hugest asshole saying this, but I kind of... Took advantage of you. I saw you there; you couldn't move away, you couldn't escape. It just seemed the perfect time to kiss you. I... I hope you can forgive me."

Kendall raised an eyebrow and frowned. "So... You wanted to do it?"

"Yeah." James looked to the side and scratched the back of his neck. "I did. I've been wanting to for the biggest time."

"Why?" Kendall asked with a chuckle.

"I sort of like you, I guess." James shrugged. "I mean, not like, I like all of our friends and you but I like you more and I, well, like, I guess I..."

Kendall interrupted James by cupping his face with his hands and giving him a peck on the lips. James blinked in surprise and didn't know what to do, but then he just let out a giggle. And that giggle became a laugh. It seemed to be contagious, because very soon Kendall was laughing right along with him. Among their laughter, they both just lay down side by side on James' bed until their laugh was over.

Kendall gave a sly smile and turned his head to face James. "So James Diamond has a crush on me?"

James blushed and smiled, sitting up on his elbows. "Yeah... I guess I do. I've liked you for the hugest time, Kendall. Like, ever since we moved here. But I didn't think you would ever like me back, because... Well, I didn't seem to be your type. And because I'm a boy, I guess. So I just... Never told you."

"But you always wanted to kiss me."

"Pretty much." James smiled, but then frowned. "I just hope things don't get awkward between us now. I know I saw you having your attack, and I know I just confessed I like you, but I do hope we just carry on our friendship. I won't even tell anyone about your attacks if you don't want me to, I just want you to know you can count on me whenever you have them."

"James." Kendall said as he sat up on the bed, motioning for James to sit up as well. "That could work. But I don't think we'll be able to keep our friendship like before."

James sighed and nodded. "I understand, it would be too weird if we..."

"Because I think I want to be more than friends." Kendall whispered as he looked down.

James' head shot up as he wondered if he had heard that right. "R-Really?"

"Yeah." Kendall bit his lip before looking at James. "I mean, I kissed you too, didn't I?" He blushed. "I suppose... I just really like you. I mean, I like you a lot. We've been friends our entire life, and I, well, I think I just... I just realized it. I never thought of telling someone about my attacks, but now... I can't imagine going through one without you by my side. You... You calm me down."

James' smile couldn't get any bigger as moved his head to kiss Kendall again. And he pushed Kendall until Kendall was lying down on the bed and James was hovering above him. Kendall moved his hand to James head and stroked his long and silky hair, shivering when he felt James' tongue in his mouth. However, James soon pulled away and looked down at Kendall with worried eyes.

"Hey, are you sure you're fine now? You know, about your panic attack and everything? Because if you want me to stop, we can just-"

"I'm fine." Kendall smiled. "I'll tell you if I want to stop, I promise."

James looked into Kendall's green eyes one more time before smiling and leaning down again to go back to kissing.

* * *

Kendall had his back pressed against the headboard of the bed. He didn't even remember how or when, but now the only article of clothing that remained on his body was his blue boxers; and James was on the same situation. The clothes they were wearing earlier now lay on the floor, forgotten.

James was sitting by Kendall's side, kissing him passionately. He had one arm wrapped around Kendall's waist to keep him close while Kendall had his hand on James' shoulder. They caressed each other's tongue with their own, as if they were alone in the world. However, Kendall came back to reality when he felt James running his hand across his bare chest, proceeding to skim the top Kendall's boxers.

Kendall broke the kiss and swallowed hard, but kept his face close to James'.

"I've never done any of this stuff, James." Kendall admitted with a burning face, blushing harder than ever before.

"And there's nothing wrong with that." James smiled, brushing his lips against Kendall's, as he moved his hand up back to Kendall's waist when he noticed Kendall's uneasiness. "We don't have to do anything at all if you don't want to."

"I, well, I…" Kendall stuttered. He looked aside, and then looked at James' almost naked body. The room was dimly lit, but Kendall could see that James was starting to get hard inside his boxers, and Kendall would be lying if he said he wasn't curious to see what James looked like without them. After that, he went silent.

"Kendall?" James called, kissing him on the cheek. "Are you alright?"

"I, hum…" Kendall shook him head. "Yes, I mean, no, I mean… I'm ok, really, and I don't want to stop, I just…" He gulped and then leaned forward, closing his eyes and burying his face in the crook of James' neck. "You can… Can you start just…? I don't know, just touching me? And then we see what happens?"

Kendall's voice came out muffled and raspy, but not unsure or unsteady like he expected.

James' eyes widened a little and he grinned, kissing Kendall's cheek and putting his mouth near Kendall's ear before whispering, "Sounds good to me. I'll do anything you want me to do, Kendall." He kissed Kendall's cheek again, "Anything."

Then James' hand started to move. He traced the lines of Kendall's body with his fingers until he got to Kendall's waist. He dipped a single finger on the inside of Kendall's boxers and ran it along the waistband.

"Can I take these off?" He asked for permission, and Kendall knew that if he said no James would stop immediately. His heart was beating fast, and the expectation locked his throat. Unable to find his voice, all Kendall did was nod.

James smiled and inhaled sharply to feel Kendall's scent – and he loved it. He leaned forward and started to kiss Kendall's neck, softly sucking on the skin as he grabbed Kendall's boxers and tugged them down just enough to expose Kendall.

Kendall's face was still buried in James' shoulder, and now he had his eyes closed. He had never been naked in front of anyone, and that situation made him want to freak. It was beyond his comprehension how he hadn't had a panic attack yet. He wrapped one arm around James' shoulder and squeezed him tightly.

"If you want me to stop at any time, just say so." James said.

Kendall responded by grunting and kicking his boxers off his legs until it fell on the ground, leaving him completely naked. James nodded and kissed Kendall's neck again, nibbling on his ear.

"Ok, then," James whispered, "Here I come."

James' eyes fell upon Kendall's member. He was already half hard when James' hand closed firmly around him. The touch made Kendall let out a cry, and James used his other hand to tap Kendall's back, proceeding to squeeze him to calm him down.

"It's ok. If you want to stop…"

"Just fucking do it." Kendall groaned, tired of being handled like a kid by James, but trying to disguise his nervousness at the same time.

James was a little surprised, but obeyed nevertheless. He started to stroke Kendall's cock, slowly at first, and being careful not to hurt Kendall or hold him too tightly. As his hand moved up and down, he noticed Kendall getting harder with each movement; and then he started to stroke Kendall faster.

Kendall shivered, blushing so hard that James could feel the heat of Kendall's face on his neck. Kendall bit down on his lip, trying to control himself, but soon enough he lost himself in the sensations and before he could help it, a noise slipped out his mouth.

The more James stroked, the harder Kendall got and the louder he moaned. He felt warm, so warm that he finally moved his head away from James' neck and lay down on James' pillow. He fisted the sheets on the bed, groaning when he realized he was close to coming.

James positioned himself in a better position when Kendall moved away from him, lying on his side. The noises Kendall made sounded like music to his ears, and just the thought that he was the reason why Kendall was making them excited James, who noticed his own boxers were getting tighter.

Kendall mewled when he felt a coiling feeling on his stomach that was trying to find its way out and then released it at last. He let out a scream as he came on his stomach and on James hand. James leaned down and kissed Kendall's neck.

"You're beautiful, did you know that?" He whispered.

But all Kendall could hear was the blood rushing inside his head, and he was so dizzy that he didn't even notice it when James stood up and walked around the bed, going to his nightstand to grab some tissues. When Kendall regained his senses and opened his eyes again, he found James standing up by the side of his bed as he wiped Kendall's stomach clean.

"Sorry." Kendall whispered, suddenly remembering that he was naked.

James giggled, shaking his head. As soon as Kendall was clean, he went to clean his own fingers that were still covered in Kendall's release.

"You don't have to apologize; I enjoyed that as much as you did." He said with a grin.

Kendall laughed and took a deep breath, feeling that he was getting soft again. Then he looked aside and noticed the bulge in James' boxers. Kendall briefly admired James' body and then licked his lips. The thought that he was the reason why James was turned on made him both nervous and proud, somehow. He bit his lip and looked up.

"I… I should return the favor." Kendall whispered, straightening himself up.

James' eyes widened, but he smiled and sat on the border of the bed. "It wasn't a favor. I really wanted to do it, Kendall. I… I love you, after all."

Before Kendall could say anything, James leaned forward and kissed him, killing any word that Kendall might try to say. Kendall closed his eyes and melted into it, returning the kiss. James' lips were the softest Kendall ever had the chance to touch with his own, and kissing them felt better than Kendall ever imagined anything would feel.

Kendall broke the kiss, but didn't pull away from James. He pressed their foreheads together, and for a while all they did was breathe each other's air as their lips brushed together.

"I… I love you too, James." He whispered, and with that James smiled. Kendall realized that yes, he wanted to do something. But he didn't know what. He blushed again when he started to think of what he could do. He could just use his hand, like James had done; or he could try and use his mouth, but he had never done it before. Or maybe…

Kendall gulped. "What if… You can take me, if you want."

James moved away from Kendall, raising an eyebrow. For the first time that night, he blushed.

"Kendall, I'm serious, you don't have to…"

"I just said I love you, dumbass." Kendall snorted with a nervous laugh, but then looked at James with a serious look. "I-I'm serious. I love you, and I want you to take me. I mean, if you want me too."

James smiled and put his hand to Kendall's face, caressing his cheek.

"Of course I want you. Damn, I've wanted you ever since I was, like, fifteen." He chuckled. "But… Are you sure? I mean… Just tell me if you don't…"

"I promise I'll tell you if I want you to stop. I swear. Besides…" Kendall smiled and then dipped his finger inside the waistband of James' boxers and snapped it. "I don't want to be the only one naked here."

James chuckled. "Yes, sir." James smiled and stood up, proceeding to take his boxers off. Kendall's jaw dropped.

James' cock was flushed and erect, pressed against his abdomen; and he was already leaking a bead of precome at the tip. Not only that, but James had the body of a god; perfectly sculpted, perfectly defined, tanned and glorious. Kendall knew James worked out, but he didn't know the results were just that good.

"Wow." Kendall breathed, so low that James didn't hear him.

Kendall watched as James went back to his nightstand, and from the very back of his drawer he grabbed something. Kendall gulped and his heart pounded inside his chest when he saw what it was; a bottle of lubricant and condoms.

"Why do you even have that?" Kendall asked.

"I… Sexual education, ok? I don't know." James informed him as he sat back on the bed. Then, he bit his lip. "Kendall, I… I know what to do. But I need to tell you that I've never actually done it before."

Kendall felt relieved that he wasn't the only one without experience because that made him feel stupid, and also that James seemed to know what he was doing; but he still felt nervous. Extremely nervous.

"Which is why" James continued, "I need you to tell me if you want me to stop. We don't even have to start it, if you don't want to. Just let me know."

Kendall took a deep breath and pondered. After that, he smiled.

"Ok. You… You can go. I'll let you know."

James blushed a second time. For a few seconds, all he did was look at Kendall, as if he was studying him. In reality he was just contemplating. The very object of his wet dreams, his drug of choice, the one person he wanted to have… It was actually going to happen.

"Alright." James nodded; his heart speeding up.

Kendall watched James as he popped open the container of lube and then poured some of his fingers. After that he crawled up and boxed Kendall in, lifting his legs over his lap. Kendall let his head fall back and hit the pillow when he felt James' slippery fingers trace along his ass and his breath was cut short when he felt the tip of one touch to his entrance.

James let out a deep breath before slipping the first finger in. When he did so, it felt good. So good that, unlike what Kendall expected, he wanted more – he _needed_ more. James smiled at his reaction and proceeded to stick his tongue out in concentration; going through some failed tries before he finally managed to press against Kendall's prostrate.

Kendall let out a soft "Wow" and started to pant.

"That… That feels really good." He whispered, looking up at James.

James can't help but smile and lick his lips. When Kendall was fully adjusted, he worked another finger in. It was tighter, but it wasn't bad. Kendall swallowed hard before closing his eyes and staying still for a moment so that he could adjust to James' touch. When it stopped stinging, Kendall nodded.

Once the third finger was in, it started to hurt, and Kendall gasped in pain. James' eyes widened and he froze in place, not daring to move afraid he would hurt Kendall. If he said stop, James would take his fingers off him right away.

But Kendall didn't want it to end. It was stinging, but he suddenly realized that he wanted to go on. He didn't want it to end, he wanted to have James inside him and he wanted to have James all to himself. When he opened his eyes, he looked at James. He had concern on his face, and once Kendall saw that he cared for him, his fear disappeared.

"You… You can go now." Kendall closed his eyes again.

James shakily nodded and pulled away from Kendall, ripping open a condom packet. He carefully rolled it over himself, hoping that the times he had done it alone would help him to do it right now. Then, he applied lube all over it.

After he had positioned himself, he started to push inside Kendall. It immediately hurt, and Kendall gasped. James stopped when he was less than halfway seated.

"Shit, sorry, I… Do you…" James blushed deeper, waiting for Kendall's reaction.

"Don't stop, please." Kendall said. He didn't know why he wanted to keep going if it was hurting, but he did. James stayed still as he waited for Kendall to adjust while he licked his lips above him. Finally, Kendall let out a small breath and smiled. "Just… Go slowly."

James nodded. He slid inch by agonizing inch until he was all the way inside of Kendall, and when he hit that special spot inside of him Kendall started to moan. Then James withdrew only a little as he started to move in shallow, rolling thrusts.

Kendall's noises filled the room, and soon James' was a moaning mess too. It didn't hurt as much anymore and Kendall began to demand more of him. Although he was scared to do so at first, James started to move faster, and harder; until the only thing the two of them could hear was the sound of damp skin slapping together and the moans that each other made. Kendall even began to press his body against James, crazy for him.

James leaned down and kissed Kendall's chest as he whispered his name alongside some curse words that he had never dared to say out loud before. Kendall dared to open his eyes for a split second and saw James' red face and swollen lips as he moved his body that was all sweaty and glowing in the faint light. The sight got Kendall hypnotized for a while as he smiled and then closed his eyes again, feeling that familiar coiling feeling inside him - that was, again, trying to find a way out.

And then James stilled inside him, drops of sweat falling from his wet hair. His body went limp and loosened against Kendall, and for several minutes he did nothing but pant. Sometime later, he stood up and crossed the room to dispose of the condom. When he came back, he lay besides Kendall and they cuddled as Kendall reached for a blanket to cover them.

James' lips quickly found their way to Kendall's and they kissed again; that kiss lasting longer than all of the previous ones, and they only pulled apart because they needed to breath. After that, Kendall laid his head on James' chest and hugged him, closing his eyes.

"Why are you here?" Kendall broke the silence. "You were supposed to be visiting your mother this weekend."

James started to run his fingers through Kendall's hair. "My flight got cancelled. Bad weather. I tried calling you to tell you I was coming back, but you didn't answer. I suppose you were already going through your attack and didn't hear it. When I entered the apartment and saw you on the floor, man… I freaked out."

Kendall tightened the grip on James as he looked up at him with worried eyes. "James… This isn't going to be… A one-time thing, is it?"

James grinned. "I thought boyfriends were supposed to have sex whenever they want and be exclusive."

James' choice of words made Kendall sit up straight as he blushed. "I- Are we boyfriends?"

James wrapped one arm around Kendall and pulled him closer until Kendall's head was lying on his shoulder. "Well, I've loved you for the longest time, and you said you loved me too; and well, we just… We got very intimate, and I'm assuming we both liked it, so… Do you want it? To be my boyfriend, I mean."

Kendall smiled. "Of course I want to be your boyfriend, James." He leaned closer and gave James a peck on the lips.

"Hey, about your panic attacks…" James started. Kendall pulled away and looked into James' eyes with a serious expression. "I won't tell anybody about them, unless you ask me to. But you have to know that I will be there to help you, and I'll do everything I can to calm you down. I'll even research more, and together we'll find a way to help you go through them."

Kendall had never felt that way before, both physically and emotionally. It was a new feeling, that it was quite hard to explain, but he liked it. He felt loved and protected, as if James was all he needed in his life.

And perhaps, he was.

They kissed on last time before wishing each other good night, and none of them bothered to put their clothes back on. James spooned Kendall and kept him close with a tight grip around his waist, and Kendall felt James' warm breath on his neck.

And for the first time, he actually believed that everything was going to be alright.

* * *

 **I hope it wasn't terrible.**

 **Thanks for reading, I hope you enjoyed it!**


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